ITT INC. — Director's Dealing 2014

Dec 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT Corp (ITT)
CIK: 0000216228
Period of Report: 2014-12-10

Reporting Person: MACINNIS FRANK T (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-10	Common Stock	M	1480	$19.8158	Acquired	34516	Direct
2014-12-10	Common Stock	S	744	$39.6247	Disposed	33772	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-10	Employee Stock Option (right to buy)	$19.8158	M	1480	Disposed	2015-03-10	Common Stock (1480)	Direct

Footnotes

F1: This price represents the approximate weighted average price per share of common stock (each a "Share") of ITT Corporation (the "Issuer"), of sales that were executed at prices ranging from $39.6239 to $39.63 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

F2: These options vested in three equal installments on March 10, 2009, March 10, 2010 and March 10, 2011.